Library

Management incentives used in private equity mergers and acquisitions, covering both equity and non-equity incentives, and looking at how the various incentives motivate key personnel in portfolio companies after the acquisition. The course discusses incentive units, RSUs, rollover equity, deferred compensation, SARs, phantom units, and change of control bonuses.

Rules and tips for selecting the corporate witness; how a corporate witness’s role differs from a fact witness; assembling materials for corporate witness prep; reviewing the topics with the witness; and tips for reviewing the topics and practicing Q&A with a corporate witness.

A discussion of certificates of incorporation, including required and optional components of an initial certificate, how they change as a company grows, and the amendment process. Also covers the important differences between public and private company charters.

Brad Feld and Jason Mendelson of Foundry Group talk about how founders should think about valuation and control when raising venture capital.

Best practices for appearing before a judge virtually, and how best to prepare.

A look at payoff letters, including when they’re used, why they’re important, and what they usually contain.

An introduction to corporate restructuring practice, including how restructuring practice groups are organized, the roles of the key players, the types of restructuring transactions distressed companies may consider, and overviews of Chapter 11 cases and 363 sales.

Explains key legal, business, and drafting issues for the most common terms and provisions that appear in day-to-day commercial agreements. This track covers force majeure, indemnification, limitation of liability, notice, publicity, reps & warranties, schedules and exhibits, severability, survival, and term and termination provisions.

An introduction to different types of securities and securities offerings, including an overview of the IPO process, greenshoe options, follow-on offerings, and shelf registrations and takedowns.

Key strategies and procedures for defending a corporate deposition. This track covers responding to a corporate deposition notice, selecting and preparing the corporate witness, deposition objections, protective orders, confidentiality designations, and more.

An introduction to the four main financial statements for companies: balance sheets, income statements, cash flow statements, and statements of shareholder equity. This track also explains key accounting and financial concepts for understanding the statements.

This program covers the structure of private equity funds, key deal types, how PE firms approach transactions, and the differences between strategic M&A and Private Equity M&A.